LAS VEGAS–(BUSINESS WIRE)–Foley Trasimene Acquisition Corp. II (the “Company”) today announced that it has filed a registration statement on Form S-1 (the “Registration Statement”) with the Securities and Exchange Commission (the “SEC”) relating to the proposed initial public offering of 120,000,000 units at a price of $10.00 per unit, consisting of one share of the Company’s Class A common stock, and one-third of one redeemable warrant. Each whole warrant entitles the holder to one share of the Company’s Class A common stock at a price of $11.50 per share. The Company has applied to list its units on the New York Stock Exchange under the symbol “BFT.U.”
Cannae Holdings, Inc. (“Cannae Holdings”), has entered into a forward purchase agreement with the Company in which Cannae Holdings will purchase shares of the Company’s Class A common stock in an aggregate share amount equal to 15,000,000 shares of Class A common stock, plus an aggregate of 5,000,000 redeemable warrants to purchase one share of Class A common stock at $11.50 per share, for an aggregate purchase price of $150.0 million, or $10.00 per Class A common stock, in a private placement to occur concurrently with the closing of the initial business combination. Cannae Holdings is a diversified holding company, which is externally managed by Trasimene Capital Management, LLC but is not an affiliate of the Company.
Trasimene Capital FT, LP II, an affiliate of Trasimene Capital Management, LLC, is the sponsor of the Company, led by William P. Foley, II. Credit Suisse Securities (USA) LLC and BofA Securities are acting as joint book-running managers for the offering.
The proposed offering will be made only by means of a prospectus, which forms a part of the Registration Statement. Copies of the preliminary prospectus relating to the proposed offering may be obtained, when available, for free by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, copies of the preliminary prospectus, when available, may be obtained for free from the offices of Credit Suisse, Attention: Prospectus Department, 6933 Louis Stephens Drive, Morrisville, NC 27560, telephone: (800)-221-1037 or by emailing: usa.prospectus@credit-suisse.com; or BofA Securities, Attention: Prospectus Department, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte NC 28255-0001 or by emailing: dg.prospectus_request@bofa.com. The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed.
The Registration Statement relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the Registration Statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Foley Trasimene Acquisition Corp. II
Foley Trasimene Acquisition Corp. II is a newly incorporated blank check company whose business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entities.
Cautionary Statement Concerning Forward-Looking Statements
Certain statements contained in this press release constitute forward-looking statements. All of these statements are based on management’s expectations as well as estimates and assumptions prepared by management that, although they believe to be reasonable, are inherently uncertain. These statements involve risks and uncertainties, including, but not limited to, economic, competitive, governmental and technological factors outside of Company’s control that may cause its business, industry, strategy, financing activities or actual results to differ materially. The Company undertakes no obligation to update or revise any of the forward-looking statements contained herein, whether as a result of new information, future events or otherwise.
Contacts
Jamie Lillis, Managing Director, Solebury Trout, 203-428-3223, jlillis@soleburytrout.com
Shannon Devine, VP, Solebury Trout, 203-428-3228, sdevine@soleburytrout.com
